Senior Counsel

Purchase, New York

Legal

The Senior Counsel, Corporate Law role will be an integral member of the Corporate legal team who will advise with respect to a variety of corporate and other legal matters. Responsibilities will include preparation and review of PepsiCo's 10-K, 10-Q, 8-Ks and other SEC filings, advising with respect to SEC registered senior note offerings and other U.S. capital markets transactions, performing legal research and ensuring compliance with applicable regulations and best practices.

SECURITIES LAW Compliance AND disclosure

• Assist in the preparation and oversight of all of PepsiCo's periodic and current report filings with the Securities and Exchange Commission
• Assist in supporting Investor Relations on disclosure matters, including:
• advising with respect to quarterly earnings releases
• reviewing investor presentations to ensure compliance with applicable rules and PepsiCo's disclosure policies
• assisting in responding to analyst and shareholder inquiries
• ensuring alignment among various PepsiCo functions on public statements
• ensuring Regulation FD (Fair Disclosure) and Regulation G compliance
• Provide legal advice with respect to complex disclosure matters
• Assist with respect to the preparation and review of representation letters and Chief Executive Officer and Chief Financial Officer certifications to ensure Sarbanes-Oxley compliance
• Advise Disclosure Committee (consisting of PEP General Counsel, Controller, Internal Auditor and SVP of Investor Relations), including providing advice with respect to disclosure matters and preparing Disclosure Committee materials
• Prepare Audit Committee materials
• Ensure compliance with Conflict Minerals and Iran Threat Reduction Act disclosure requirements
• Assist with preparation and review of sustainability reports and related communications, including ensuring alignment among various PepsiCo functions on sustainability related statements
• Provide legal support to Corporate Communications, including:
• Responding to media requests for information
• Advising with respect to communications with PepsiCo employees and third parties
• Ensuring alignment among various PepsiCo functions on public statements

GENERAL CORPORATE LAW

• Draft and review commercial contracts and consulting agreements
• Draft and review non-disclosure agreements
• Draft and review engagement letters

CORPORATE GOVERNANCE

• Draft documentation and advise with respect to various PepsiCo policies, including Disclosure Policy, Insider Trading Policy, Social Medial Policy and Media, Public Speaking and Engagement Policy
• Perform legal and peer company research
• Monitor and advise team members timely regarding changes in legal and regulatory requirements

TREASURY

• Draft, negotiate and review documentation with respect to SEC registered senior note offerings and U.S. and non U.S. capital markets transactions
• Draft and review share repurchase documentation and Rule 10b5-1 trading plans
• Advise and provide legal support to PEP Treasurer and other members of PEP Treasury team
• Advise and prepare filings related to compliance with listing standards for non-U.S. exchanges (such as the SIX Swiss Exchange Ltd and The Luxembourg Stock Exchange), analyzing potential listings on U.S. and non-U.S. exchanges and advising with respect to non-U.S. disclosure requirements

Qualifications:

• JD from a leading university, with active admission to New York Bar
• At least 8 - 10 years' experience as a corporate attorney handling corporate, finance and other legal matters at a top law firm or public company (with at least 2 years prior in-house experience strongly preferred)
• Creative, innovative team player with positive attitude who displays sound judgment and strong interpersonal skills and can work well across team and various functions
• Strong research skills
• Excellent written and oral communications skills
• Strong analytical skills and attention to detail
• Interest in financial markets and ability to quickly grasp financial concepts
• Ability to communicate effectively in presentations and express complex strategies in a concise, organized and articulate manner
• Effective time management skills and ability to meet deadlines, including ability to work under pressure, prioritize and muti-task
• Ability and willingness to work late nights and weekends, if necessary
• Highly organized and proactive
• Ability to comfortably interact with senior-level executives and business clients

Job Ref: 40919BR Apply